NATIXIS_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE Management and oversight of corporate governance

The main topics addressedby the Boardof Directorsin 2017were as follows:

Natixis’ financial, cash and commitment position

Review of the quarterly and half-yearly financial statements and approval of the annual financial a statements (parent company and consolidated) Review and approval of 2018 budget a Economic and benchmark reviews / Business market review / Life of the stock a Review and approval of press releases a Adoption of the Board’s management report on the use of capital increase authorizations a Submission of the work by the Audit Committee a Submission of the work by the Risks and the US Risk Committee a Reports on terms for exercising internal control and on measuring and monitoring risk a Update of the Risk Appetite Statement and Risk Appetite Framework indicators a Approval of the new Natixis Audit Charter a Oversight of the provisions of the French Ministerial Order of November 3, 2014: oversight of the a internal control governance system, monitoring of aggregate limits by risk type, monitoring of non-compliance risks Liquidity monitoring (liquidity risk tolerance level, emergency plans) a Review of whether the product and service prices offered to clients are in line with Natixis’ risk a strategy Report on internal control activity and results a Adoption of the Chairman’s report on the Board’s work and on internal control and risk management a procedures Update of the Volcker Manual a Presentation of the senior management report (Volcker Rule) a Tracking procedures with regulators a Submission of the work by the Appointments Committee a Appointment of two new executive managers a Reappointment of one director whose term of office was due to expire a Co-opting of one new director a Chairman and composition of Special Committees a Update of the Internal Rules of the Board of Directors, the Audit Committee, and the Risk Committee a Review of the classification of the status of directors as independent members a Review of the summary assessment of the Board of Directors’ work a Convening of the General Shareholders’ Meeting and the Annual Meeting for holders of participating a securities Approval of the Code of Conduct a Review of the related party agreements and guarantees authorized during previous fiscal years a Authorization of the signing of a related-party agreement a Determining the fixed and variable compensation of the Chief Executive Officer for fiscal year 2016, a setting the fixed compensation of the Chief Executive Officer for fiscal year 2017, and setting the criteria for determining the variable compensation of the Chief Executive Officer for fiscal year 2017 Review of the Risk and Compliance targets for compensation among the regulated population (2016 a summary and 2017 targets) Profit-sharing top-up a Renewal of rules for allocating directors’ fees a Enactment of a talent management policy a Approval of the performance conditions for the regulated population and renewal of the employee a retention and performance plan Allocation of free performance shares to members of the Senior Management Committee a Compensation for regulated categories of staff a Submission of the work by the Compensation Committee a Fixed compensation of the Chairman of the Board for fiscal years 2016 and 2017 a

2

Internal control Risk management Compliance

Corporate governance

Compensation

71

Natixis Registration Document 2017